WT FINANCIAL GROUP LIMITED — Governance Information 2021

Jun 21, 2021

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ASX Market Announcements Office

Cc: Neel Bhowmick Senior Listings Officer Australian Securities Exchange Limited

22 June 2021

Dear Sir/Madam

Updated Share Trading Policy (for Restricted Persons)

In accordance with Listing Rule 12.10, WT Financial Group Limited (ASX: WTL) ( Company ) advises that it has updated its Share Trading Policy (for restricted Persons).

A copy of the updated policy is attached for release to the market.

Yours sincerely

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Keith Cullen

Managing Director WT Financial Group Limited

WT FINANCIAL GROUP LMITED

ABN 87 169 037 058 – ASX: WTL

Level 11, 95 Pitt St Sydney NSW 2000

T 02 9248 0422 wtfglimited.com wealthtoday.com.au springfg.com

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Share Trading Policy WT Financial Group Limited (ASX: WTL)

22 June 2021

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Share Trading Policy for WT Financial Group Limited (ASX: WTL)

1. Policy

The board of directors ( Board ) of WT Financial Group Limited ( WTL or the Company ) has established the following policy to apply to trading in the Company’s shares on ASX. The Share Trading Policy applies to those persons defined below as “ Restricted Persons ” of the Company. Restricted Persons to whom the Share Trading Policy applies must restrict their buying and selling of the Company’s shares within the Company trading window established by the Share Trading Policy. Any breach of this Share Trading Policy will be regarded as serious and will be subject to appropriate sanctions.

In addition to the requirements of this Share Trading Policy, all Restricted Persons (as defined below) must also comply with the Insider Trading Policy as set out in the General Governance Charter available on the Company’s website.

2. Executive Restrictions on Trading

This Share Trading Policy and the restrictions on trading in the Company’s shares set out below applies to the following representatives of the Company ( Restricted Persons ):

• (a) the Board;

• (b) directors and company secretary of any subsidiary of the Company;

• (c) any person who is entitled to receive equity performance rights and/or options as part of any equity incentive-based scheme of the Company;

• (d) any executive officer (whether or not a Director) involved in the strategic and operational management of the Group and including the Company Secretary ( Executives ); and

• (e) the Company Secretary.

The Restricted Persons are to be subject to restrictions on trading in the Company’s shares at certain times of the year. Restrictions also apply where any Restricted Person is exposed to inside information in the course of their duties in accordance with the Insider Trading Policy.

3. Associated Parties

Each Restricted Person has a personal responsibility to ensure that his or her “’associated parties” (being immediate family (including a spouse (or equivalent) or dependent, family company or trust) complies with the same respective restrictions as apply to Restricted Person.

4. Prohibition on Restricted Persons Dealing in Shares

In addition to the overriding prohibition on dealing when a person is in possession of inside information in accordance with the Insider Trading Policy, Restricted Persons and their associated parties are prohibited (unless otherwise agreed to by the Board) from dealing in shares during:

• (a) each period from the Company’s financial year balance date to the date the Company releases its annual financial statements to ASX;

• (b) each period from the Company’s half-year balance date to the date the Company releases its halfyearly financial statements to ASX;

• (c) each period of 48 hours immediately prior to the intended date upon which the Company holds a Shareholders meeting;

• (d) each period of 2 hours immediately after the time at which the Company issues an ASX announcement of the Company’s financial results or the holding of a Shareholders’ meeting,

unless otherwise agreed by the Board.

For the avoidance of doubt, it is emphasised that Restricted Persons may not deal whilst in the possession of “Inside Information” (see the Insider Trading Policy in the Company’s Corporate Governance Charter, available on the Company’s website).

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5. Board of Directors’ discretion

The Board has an absolute discretion to place an embargo on Restricted Persons and/or Employees and/or their respective associated parties trading in the Company’s shares at any time.

6. Notification rules in relation to dealing in shares

Restricted Persons are required to notify the Company of intended dealings in the Company’s shares, by themselves or their associated parties, prior to such intended dealings. This should be done by written notice (which may be in the form of an email) to the Chairman and the Company Secretary outlining:

• (a) name of Shareholder;

• (b) type of proposed transaction (purchase, sale, etc.); and

• (c) number of shares involved.

The Chairman and the Company Secretary may confer in relation to any proposed dealing and if considered appropriate may issue a prohibition under this share Trading Policy.

The Chairman and the Company Secretary must keep a written record of any information received from an Employee (including a Restricted Person) in connection with the Share Trading Policy and any prohibition issued under this Share Trading Policy.

7. Directors to notify ASX of shareholding

The Directors are required to complete, or request that the Company Secretary complete, necessary forms to be filed with ASX in respect of their shareholding in the Company for the purposes of section 205G of the Corporations Act and the Listing Rules.

All Directors have, and new Directors will, enter into a Director disclosure agreement with the Company (as set out in Guidance Note 22 of the Listing Rules). The Company Secretary will maintain records of signed copies of these Directors disclosure agreements.

8. Exceptional Circumstances

Where, in exceptional circumstances, and it is the only reasonable course of action available to a Restricted Person clearance may be given for the Restricted Person to sell (but not to purchase) shares in the Company when that person would otherwise be prohibited from doing so. In this section 8, “ exceptional circumstances ” means severe financial hardship, a court order (or court enforceable undertaking), or some other overriding legal or regulatory requirement, to transfer or sell shares in the Company, or other circumstances that may be deemed exceptional by the Chairman. For example, a Restricted Person may be in severe financial hardship if he or she has a pressing financial commitment that cannot otherwise be satisfied.

The Chairman may not give clearance under the exception in this section 8 if there is a matter about which there is inside information in relation to shares in the Company (whether or not the Restricted Person knows about the matter) when the Restricted Person requests clearance or proposes to deal in shares in the Company.

The Chairman will decide if circumstances are exceptional.

Any clearance given by the Chairman in accordance with section 8 must be in writing (which may be in the form of an email). The Chairman must determine, and specify in the written clearance, the maximum duration of the clearance.

9. Trading not subject to this Share Trading Policy

The following dealings are not subject to the provisions of this Share Trading Policy in respect of the Company:

• (a) undertakings or elections to take up entitlements under a rights issue or other offer (including an offer of shares in lieu of a cash dividend);

• (b) the take up of entitlements under a rights issue or other offer (including an offer of shares in lieu of a cash dividend);

• (c) allowing entitlements to lapse under a rights issue or other offer (including an offer of shares in lieu of a cash dividend);

• (d) the sale of sufficient entitlements to allow take up of the balance of the entitlements under a rights issue;

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• (e) undertakings to accept, or the acceptance of, a takeover offer or pursuant to a scheme of arrangement implemented in accordance with section 411 of the Corporations Act;

• (f) transfer of shares arising out of the operation of an employee scheme into a savings scheme investing only in securities of the Company following:

• (i) the exercise of an option under a savings related share option scheme; or

• (ii) release of shares from a profit-sharing scheme;

• (g) the cancellation or surrender of an option under an employee scheme;

• (h) the purchase of shares or the communication of information pursuant to a requirement imposed by law;

• (i) transfers of shares by an independent trustee of an employee share scheme to a beneficiary who is not a person;

• (j) bona fide gifts to a Director by a third party;

• (k) transfers of securities of the entity already held to someone closely related to the Restricted Person (such as a spouse, minor child, family company or family trust) or into a superannuation fund or other saving scheme in which the Restricted Person is a beneficiary;

• (l) an investment in, or trading in units of, a fund or other scheme (other than a scheme only investing in the securities of the entity) where the assets of the fund or other scheme are invested at the discretion of a third party;

• (m) where a Restricted Person is a trustee, trading in the securities of the entity by that trust provided the Restricted Person is not a beneficiary of the trust and any decision to trade during a prohibited period is taken by the other trustees or by the investment managers independently of the restricted person; and

• (n) trading under an offer or invitation made to all or most of the security holders, such as, a rights issue, a security purchase plan, a dividend or distribution reinvestment plan and an equal access buy-back, where the plan that determines the timing and structure of the offer has been approved by the Board. This includes decisions relating to whether or not to take up the entitlements and the sale of entitlements required to provide for the take up of the balance of entitlements under a renounceable pro rata issue.

Issued 22 June 2021 by the Board of WT Financial Group Limited

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